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LONG-TERM DEBT
12 Months Ended
Dec. 31, 2011
Debt Disclosure [Abstract]  
Long-term Debt [Text Block]

NOTE 6.       LONG-TERM DEBT

 

NVE's, NPC's and SPPC's long-term debt consists of the following as of December 31 (dollars in thousands):

    2011 2010
      NVE       NVE    
Long-Term Debt:ConsolidatedHolding Co.NPCSPPCConsolidatedHolding Co.NPCSPPC
Secured Debt                       
 General and Refunding Mortgage                       
 Securities                
  8.25% NPC Series A due 2011$0 $0 $0 $0 $350,000 $0 $350,000 $0
  6.50% NPC Series I due 2012 130,000  0  130,000  0  130,000  0  130,000  0
  5.875% NPC Series L due 2015 250,000  0  250,000  0  250,000  0  250,000  0
  5.95% NPC Series M due 2016 210,000  0  210,000  0  210,000  0  210,000  0
  6.65% NPC Series N due 2036 370,000  0  370,000  0  370,000  0  370,000  0
  6.50% NPC Series O due 2018  325,000  0  325,000  0  325,000  0  325,000  0
  6.75% NPC Series R due 2037  350,000  0  350,000  0  350,000  0  350,000  0
  6.50% NPC Series S due 2018  500,000  0  500,000  0  500,000  0  500,000  0
  7.375% NPC Series U due 2014  125,000  0  125,000  0  125,000  0  125,000  0
  7.125% NPC Series V due 2019  500,000  0  500,000  0  500,000  0  500,000  0
  5.375% NPC Series X due 2040  250,000  0  250,000  0  250,000  0  250,000  0
  5.45% NPC Series Y due 2041 250,000  0  250,000  0  0  0  0  0
  6.00% SPPC Series M due 2016 450,000  0  0  450,000  450,000  0  0  450,000
  6.75% SPPC Series P due 2037  251,742  0  0  251,742  251,742  0  0  251,742
  5.45% SPPC Series Q due 2013  250,000  0  0  250,000  250,000  0  0  250,000
 Variable Rate Debt (Secured by                        
  General and Refunding Mortgage         
  Securities)        
  NPC IDRB Series 2000A due 2020  98,100  0  98,100  0  98,100  0  98,100  0
  NPC PCRB Series 2006 due 2036 37,700  0  37,700  0  37,700  0  37,700  0
  NPC PCRB Series 2006A due 2032 37,975  0  37,975  0  37,975  0  37,975  0
  SPPC PCRB Series 2006A due 2031 58,200  0  0  58,200  58,200  0  0  58,200
  SPPC PCRB Series 2006B due 2036 75,000  0  0  75,000  75,000  0  0  75,000
  SPPC PCRB Series 2006C due 2036 81,475  0  0  81,475  81,475  0  0  81,475
  Revolving Credit Facilities 0  0  0  0  15,000  0  0  15,000
Senior Notes                       
  6.75% NVE Senior Notes due 2017 0  0  0  0  191,500  191,500  0  0
  6.25% NVE Senior Notes due 2020 315,000  315,000  0  0  315,000  315,000  0  0
  2.81% NVE Term Loan due 2014 195,000  195,000  0  0  0  0  0  0
Obligations under capital leases 51,270  0  51,270  0  55,735  0  55,735  0
Unamortized bond premium                       
and discount, net (12,546)  0  (25,455)  12,909  2,611  1  (11,748)  14,358
Current maturities  (139,985)  0  (139,985)  0  (355,929)  0  (355,929)  0
Total Long-Term Debt$5,008,931 $510,000 $3,319,605 $1,179,326 $4,924,109 $506,501 $3,221,833 $1,195,775

Maturities of Long-Term Debt

 

As of December 31, 2011, NPC's, SPPC's and NVE's aggregate annual amount of maturities for long-term debt (including obligations related to capital leases) for the next five years and thereafter are shown below (dollars in thousands):

   NVE NVE        
   Consolidated Holding Co. NPC SPPC 
 2012(1)$134,822 $ - $134,822 $ - 
 2013 255,405   -  5,405  250,000 
 2014 323,513  195,000  128,513   - 
 2015 251,039   -  251,039   - 
 2016 211,245   -  211,245   - 
    1,176,024  195,000  731,024  250,000 
 Thereafter 3,985,438  315,000  2,754,021  916,417 
    5,161,462  510,000  3,485,045  1,166,417 
 Unamortized Premium (Discount) Amount (12,546)   -  (25,455)  12,909 
 Total Debt$5,148,916 $510,000 $3,459,590 $1,179,326 

(1) Amounts may differ from current portion of long-term debt as reported on the consolidated balance sheet due to the timing difference of payments and the change in obligation.

 

Substantially all utility plant is subject to the liens of NPC's and SPPC's indentures under which their respective General and Refunding Mortgage bonds are issued.

 

Lease Commitments

 

  • In 1984, NPC entered into a 30-year capital lease for its Pearson Building with five-year renewal options beginning in year 2015.  In February 2010, NPC amended this capital lease agreement to include the lease of the adjoining parking lot and to exercise, three of the five-year renewal options beginning in year 2015. There remain two additional renewal options which could extend the lease an additional ten years.
  • In 2007, NPC entered into a 20-year lease, with three 10-year renewal options, to occupy land and building for its Beltway Complex, and operations center in southern Nevada.  As required by the Lease Topic of the FASC, NPC accounts for the building portion of the lease as a capital lease and the land portion of the lease as an operating lease.   NPC transferred operations to the facilities in June 2009.  
  • The Utilities have Master leasing agreements of which various pieces of equipment qualify as capital leases.  The remaining equipment is treated as operating leases.  Lease terms average seven years under the master lease agreement.

 

Future cash payments for these capital leases, combined, as of December 31, 2011, were as follows (dollars in thousands):

 2012 $9,828 
 2013  9,845 
 2014  7,435 
 2015  4,831 
 2016  4,918 
 Thereafter  61,112 
  Total minimum lease payments $97,969 
       
  Less amounts representing interest $(46,699) 
       
 Present value of net minimum lease payments $51,270 

Financing Transactions

 

NVE

 

$195 Million Term Loan Agreement

 

In October 2011, NVE entered into a $195 million 3-year term loan agreement (Term Loan). The Term Loan is an unsecured, single-draw loan that is due on October 7, 2014. The borrowing under the Term Loan bears interest at the LIBOR rate plus a margin. The current LIBOR margin rate is 2.00%. The margin varies based upon NVE's long–term unsecured debt credit rating by S&P and Moody's. However, NVE entered into a floating- for- fixed interest rate swap agreement to lock in an effective interest rate of 2.81% for the length of the Term Loan.

 

The Term Loan contains conditions of borrowing, events of default, and affirmative and negative covenants. The Term Loan includes (i) a financial covenant to maintain a ratio of total consolidated indebtedness to total consolidated capitalization, determined on the last day of each fiscal quarter, not to exceed 0.70 to 1.00 and (ii) a fixed charge covenant that requires NVE not to permit the fixed charge coverage ratio, determined on the last day of each fiscal quarter, to be less than 1.50 to 1.00.

Redemption of 6.75% Senior Notes

 

In November 2011, NVE used the proceeds of the Term Loan, plus cash on hand, to redeem its unsecured $191.5 million 6.75% Senior Notes (“Senior Notes”). The notes were redeemed at 102.25% of the stated principal amount plus accrued interest to the date of redemption. With this redemption, NVE and the Utilities are no longer subject to the restrictive covenants contained in the Senior Notes, which were more restrictive then the covenants described above for the Term Loan.

 

6.25% Senior Notes

 

       In November 2010, NVE issued and sold $315 million of its 6.25% Senior Notes, due 2020. Of the approximately $311 million in net proceeds, $307 million was used in December 2010 to redeem the approximately $230 million in the aggregate principal amount of 8.625% Senior Notes due 2014, and the approximately $63.7 million in the aggregate principal amount of 7.803% Senior Notes due 2012. The 8.625% Notes were redeemed at a purchase price of $1,028.75 for each $1,000 principal amount of the Notes, plus accrued interest. The 7.803% Notes were redeemed at a purchase price of $1,019.51 for each $1,000 principal amount of the Notes, plus accrued interest. The remaining net proceeds were used for general corporate purposes.

 

NPC

 

5.45% General and Refunding Mortgage Notes, Series Y

 

In May 2011, NPC issued and sold $250 million of its 5.45% General and Refunding Mortgage Notes, Series Y, due May 15, 2041. The approximately $248 million in net proceeds, plus a portion of the proceeds from a draw on NPC's revolving credit facility, were utilized to pay at maturity NPC's $350 million aggregate principal amount of 8.25% General and Refunding Mortgage Notes, Series A, which matured on June 1, 2011. In conjunction with this debt issuance, NPC entered into an interest rate swap hedging agreement with a notional principal amount of $250 million and a mandatory termination date of June 1, 2011. The interest rate swap agreement was entered into to effectively lock the interest rate of the U.S. Treasury component of the prospective General and Refunding Note issuance. The swap transaction was settled on May 9, 2011, when NPC launched and priced the Series Y Notes, resulting in a settlement payment amount of $14.9 million, which was recorded as a cost to issue in a deferred debit and will be amortized over the 30 year life of the Series Y Notes in accordance with past accounting precedent for our regulated Utilities.

 

General and Refunding Mortgage Notes, Series X

 

       In September 2010, NPC issued and sold $250 million of its 5.375% General and Refunding Mortgage Notes, Series X, due 2040. Of the approximately $247 million in net proceeds, $231 million was used in October 2010 to redeem (i) approximately $206 million in the aggregate principal amount of fixed rate unsecured tax-exempt local furnishing (“two-county”) bonds issued for NPC's benefit and (ii) approximately $20 million unsecured tax-exempt pollution control refunding revenue bonds issued for NPC's benefit. The remaining net proceeds of approximately $16 million were used to repay amounts outstanding under NPC's revolving credit facility.

 

$600 Million Revolving Credit Facility

 

In April 2010, NPC terminated its $589 million secured revolving credit facility which would have expired in November 2010 and replaced it with a $600 million secured revolving credit facility, maturing in April 2013. The fees on the $600 million revolving credit facility for the unused portion and on the amounts borrowed have increased from the prior facility reflecting current market conditions. The Administrative Agent for the facility remains Wells Fargo Bank, N.A. The rate for outstanding loans under the revolving credit facility will be at either an applicable base rate (defined as the highest of the Prime Rate, the Federal Funds Rate plus ½ of 1.0% and the LIBOR Base Rate plus 1.0%) plus a margin, or a LIBOR rate plus a margin. The margin varies based upon NPC's credit rating by S&P and Moody's. Currently, NPC's applicable base rate margin is 1.25% and the LIBOR rate margin is 2.25%. The rate for outstanding letters of credit will be at the LIBOR rate margin plus a fee for the issuing bank.

 

The $600 million revolving credit facility contains a provision which reduces the availability under the credit facility by the negative mark-to-market exposure for hedging transactions with credit facility lenders or their energy trading affiliates. The reduction in availability limits the amount that NPC can borrow or use for letters of credit and would require that NPC prepay any amount in excess of that limitation. The amount of the reduction is calculated by NPC on a monthly basis, and after calculating such reduction, the NPC Credit Agreement provides that the reduction in availability under the revolving credit facility to NPC shall in no event exceed 50% of the total commitments then in effect under the revolving credit facility. As a result of the suspension of the Utilities' hedging program, there was no negative mark-to-market exposure for NPC as of November 30, 2011 that would impact borrowings during the month of December 2011.

 

The NPC Credit Agreement contains one financial maintenance covenant that requires NPC to maintain a ratio of consolidated indebtedness to consolidated capital, determined as of the last day of each fiscal quarter, not to exceed 0.68 to 1. In the event that NPC did not meet the financial maintenance covenant or there is a different event of default, the NPC Credit Agreement would restrict dividends to NVE. Moreover, so long as NPC's senior secured debt remains rated investment grade by S&P and Moody's (in each case, with a stable or better outlook), a representation concerning no material adverse change in NPC's business, assets, property or financial condition would not be a condition to the availability of credit under the facility. In the event that NPC's senior secured debt rating were rated below investment grade by either S&P or Moody's, or investment grade by either S&P or Moody's but with a negative outlook, a representation concerning no material adverse change in NPC's business, assets, property or financial condition would be a condition to borrowing under the revolving credit facility.

 

The NPC Credit Agreement provides for an event of default if there is a failure under NPC's other financing agreements to meet certain payment terms or to observe other covenants that would result in an acceleration of payments due.

 

The NPC Credit Agreement places certain restrictions on debt incurrence, liens and dividends.  These restrictions are discussed in Note 8, Debt Covenant and Other Restrictions.

 

SPPC

 

Redemption of General and Refunding Mortgage Notes, Series H

 

       In November 2010, SPPC provided a notice of redemption to the holders of its 6.25% General and Refunding Mortgage Notes, Series H, due 2012, in an aggregate principal amount of $100 million. The notes were redeemed in December 2010 at a purchase price of $1,069.61 for each $1,000 principal amount of the Notes, plus accrued interest. The redemption was funded predominantly with available cash on hand, with the balance being funded with a draw on its bank revolving credit facility.

 

$250 Million Revolving Credit Facility

 

In April 2010, SPPC terminated its $332 million secured revolving credit facility which would have expired in November 2010 and replaced it with a $250 million secured revolving credit facility, maturing in April 2013. The fees on the $250 million revolving credit facility for the unused portion and on the amounts borrowed have increased from the prior facility reflecting current market conditions. The Administrative Agent for the facility is Bank of America, N.A. The rate for outstanding loans under the revolving credit facility will be at either an applicable base rate (defined as the highest of the Prime Rate, the Federal Funds Rate plus ½ of 1.0% and the LIBOR Base Rate plus 1.0%) plus a margin, or a LIBOR rate plus a margin. The margin varies based upon SPPC's credit rating by S&P and Moody's. Currently, SPPC's applicable base rate margin is 1.25% and the LIBOR rate margin is 2.25%. The rate for outstanding letters of credit will be at the LIBOR rate margin plus a fee for the issuing bank.

 

The $250 million revolving credit facility contains a provision which reduces the availability under the credit facility by the negative mark-to-market exposure for hedging transactions with credit facility lenders or their energy trading affiliates. The reduction in availability limits the amount that SPPC can borrow or use for letters of credit and would require that SPPC prepay any amount in excess of that limitation. The amount of the reduction is calculated by SPPC on a monthly basis, and after calculating such reduction, the SPPC Credit Agreement provides that the reduction in availability under the revolving credit facility to SPPC shall in no event exceed 50% of the total commitments then in effect under the revolving credit facility. As a result of the suspension of the Utilities' hedging program, there was no negative mark-to-market exposure for SPPC as of November 30, 2011 that would impact borrowings during the month of December 2011.

 

 

The SPPC Credit Agreement contains one financial maintenance covenant that requires SPPC to maintain a ratio of consolidated indebtedness to consolidated capital, determined as of the last day of each fiscal quarter, not to exceed 0.68 to 1. In the event that SPPC did not meet the financial maintenance covenant or there is a different event of default, the SPPC Credit Agreement would restrict dividends to NVE. Moreover, so long as SPPC's senior secured debt remains rated investment grade by S&P and Moody's (in each case, with a stable or better outlook), a representation concerning no material adverse change in SPPC's business, assets, property or financial condition would not be a condition to the availability of credit under the facility. In the event that SPPC's senior secured debt rating were rated below investment grade by either S&P or Moody's, or investment grade by either S&P or Moody's but with a negative outlook, a representation concerning no material adverse change in SPPC's business, assets, property or financial condition would be a condition to borrowing under the revolving credit facility.

 

The SPPC Credit Agreement provides for an event of default if there is a failure under SPPC's other financing agreements to meet certain payment terms or to observe other covenants that would result in an acceleration of payments due.

 

The SPPC Credit Agreement places certain restrictions on debt incurrence, liens and dividends.  These limitations are discussed in Note 8, Debt Covenant and Other Restrictions.